Common use of Indemnification by the Shareholder Clause in Contracts

Indemnification by the Shareholder. In connection with any registration pursuant hereto in which Subject Shares are to be disposed of, the TCG Holders, jointly and severally, shall indemnify and hold harmless, to the fullest extent permitted by law, the Company, each other selling shareholder and their respective directors, officers, agents and employees and each Person who controls the Company and each other selling shareholder (within the meaning of the Securities Act and the Exchange Act) and each underwriter, if any, and its directors, officers, agents, and employees and each Person who controls such underwriter (within the meaning of the Securities Act and the Exchange Act), in each case against any losses, claims, damages, liabilities and expenses, including reasonable attorneys' fees, resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in such registration statement or prospectus or preliminary prospectus or necessary to make the statements therein not misleading, to the extent, but only to the extent, that such untrue statement or omission is contained in any information furnished in writing by the Shareholder or Ratel to the Company expressly for inclusion in such registration statement or prospectus. In no event shall the liability of the TCG Holders hereunder be greater in amount than the dollar amount of the proceeds received or to be received by the TCG Holders upon the sale of the securities giving rise to such indemnification obligation.

Indemnification by the Shareholder. In connection with any each registration statement effected pursuant hereto in which Subject Shares are Shareholder Common Stock held by the Shareholder is to be disposed of, the TCG Holders, jointly and severally, Shareholder shall indemnify and hold harmless, to the fullest extent permitted by law, the Company, each other selling shareholder Selling Securityholder and their respective directors, officers, agents and employees and each Person who controls the Company and each other selling shareholder Selling Securityholder (within the meaning of the Securities Act and the Exchange Act) and each underwriter, the managing underwriter if any, and its directors, officers, agents, and employees and each Person who controls such underwriter (within the meaning of the Securities Act and the Exchange Act), in each case against any losses, claims, damages, liabilities and expenses, including reasonable attorneys' fees, expenses resulting from any untrue statement of a material fact or any omission of a material fact required to be stated in such registration statement or prospectus or preliminary prospectus or necessary to make the statements therein not misleading, to the extent, extent but only to the extent, that such untrue statement or omission is contained in any information furnished in writing by the Shareholder or Ratel to the Company expressly for inclusion in such registration statement or prospectus. In no event shall the liability of the TCG Holders Shareholder hereunder be greater in amount than the dollar amount of the 11 proceeds received or to be received by the TCG Holders Shareholder upon the sale of the securities giving rise to such indemnification obligation.